Gary Novosielski

Yes, the term "simple majority" appears nowhere in RONR.  Majority vote is the standard and well-known terminology.  It means more than half of those present and voting, and is met whenever the number of Yes votes is strictly greater than the number of No votes.

On 4/23/2024 at 11:10 AM, Guest ABC said:

During membership meeting, name for mover of a motion to accept last year’s minutes was wrong. I mean the Chair spoke out the wrong name. The motion was seconded and carried by majority. What is the course of action now ? Is the motion dropped or can we mention other members name who was interested in making the motion ? 

There is no vote on approving last meeting's minutes, and so no motion or second is required. 

The chair calls for the reading of the minutes and asks if there are any corrections to the draft. If there are no corrections (or once there are no further corrections), the Chair simply announces that the minutes stand approved as read (or as corrected.)

And by the way, it is not proper to let the minutes of an annual meeting go unapproved for an entire year.  The assembly should move to appoint the board or a special committee to approve the minutes.

On 4/23/2024 at 8:06 PM, Guest teressa said:

Do motions approved by the executive committee need to be approved by the whole Board of Directors?

That's entirely a matter of what your bylaws say regarding the powers of the executive committee.

On 4/23/2024 at 4:07 PM, Guest LJames said:

Our students currently have this in their constitution "The executive board shall take all action through simple majority vote" and "The quorum of an executive board meeting shall be established at three voting members and the student body president". In meeting where they had  3 voting members and president were present they voted on an item where the vote was 2 yays, 1 nay and 1 abstention. 

The president stated that the item passed because the abstentions do not count toward the vote. We are under the impression that with a simple majority, would need 3 yays to pass. We define simple majority as half plus 1. We understand that abstentions do not count, but we believe that still needs 3 yays in order for the item to pass. Is the president correct to say that the item passed with  2-1-1 vote?

Any advice and guidance is appreciated. Thank you!

The president would be correct to say that the item passed with a 2-1 vote.  Votes are either Yes or No.  There is no third category of vote.  Abstaining means not to vote.

On 4/24/2024 at 8:56 AM, Guest Robert said:

Does this change the scenario?

Another by law states- The Board may adopt, amend, or repeal rules of order for its own operation by simple resolution of the Board passed by a majority of those present and voting.

No. That's the same thing.

This is just a cumbersome restatement of the rules already in RONR regarding a majority vote.  Under such a rule all that is required for adoption of a motion is  that the Yes votes outnumber the No votes (which is clearly not true in the case of a tie vote).

The only exception is that this rule requires abstentions to be recorded.  Presumably this only applies to recorded votes (i.e., roll-call votes) where each member's vote is recorded.  There is no way to determine with certainty who abstained on a voice vote, for instance, even if abstentions are called for—presumably: Those in favor say Aye; those opposed say No; those abstaining remain silent.)

Abstentions should be recorded as Abstain or Present, not as Yes or No votes.  The language does not support changing an abstention to a Yes (or No).  It only says that the person is "deemed" to "acquiesce" with the outcome, i.e. to be considered to assent with the outcome without protest.

On 4/22/2024 at 7:13 PM, Guest Oezuwn said:

The Board I’m on, is calling a Special Meeting.  Do the Board Members vote on the topic?  Does the presiding President of the Board refrain from voting unless there’s a tie?

Just to be clear, this is a special Board meeting?  Or is the board calling a special Membership meeting?  

Oversite is a slab or solid concrete layer laid over a prepared ground or as a base for flooring before construction. In contrast, oversight refers to an omission of something during a procedure. It also means "supervision or management." So, both words are correct but don't have the same meaning.

On 4/20/2024 at 8:31 AM, Drake Savory said:

1:24 "certain modifications permitting greater and informality are commonly allowed" implies they are not required then references 49:21.  I agree that 49:21 strongly implies that those are the rules for small boards but it does not explicitly state that the rules are mandatory.  

Because if The Book(tm) gives a choice as how to run a meeting then naturally the Chair would decide unless small-board rules or no-small-board rules are written into the board's documents.  For me, the question is: if the Board wants to change the Chair's way of running the board meeting, would it be a majority vote or a two-thirds vote?

 

I don't understand how the chair would "naturally" decide.  The chair's role is to facilitate decision-making by the assembly, not to make unilateral decisions.

The "current motion" is not proper.  The current project was already approved.  If you do nothing, it remains approved.  Voting on whether to approve it now accomplishes nothing.  Either it remains as is, or you have a sort of general recorded disapproval and no direction to proceed in from here.

Discuss or debate what you actually want to do now.  Then use the motion to Amend Something Previously Adopted so that it says what you want it to say about the project.  Or move to Rescind what's left of the project and start over from here on out, or don't start over.  If there are contracts involved, RONR won't get you out of them, so be careful what you move.  It's valid from a parliamentary point of view to violate a contract, but legally, not so much.

On 4/19/2024 at 5:52 PM, J. J. said:

This does provide a way to interrupt a speaker, but not by yelling something out. 

But that is the way that it is done in an in-person meeting.  Without that it is not a deliberative assembly.

On 4/19/2024 at 2:57 PM, Drake Savory said:

If a member has a pecuniary (financial) interest in the motion, they should refrain from voting.

Presuming that this interest applies to him alone.  If it is in common with other members, there is no problem

On 4/19/2024 at 1:37 PM, J. J. said:

Are you suggesting that members should be permitted to speak without recognition, as that seems to be the only way to permit "simultaneous aural communication," at all times. 

Of course.  Otherwise how could a motion that is permitted to interrupt someone speaking be able to interrupt someone speaking.  The fact that members can speak without being recognized is essential to raising a point of order.  But they are not "permitted" to speak, except as the rules of order provide.

No, he didn't call a meeting.  He said he is going to call a meeting.  When he calls it, he must say the time and place.

On 4/19/2024 at 12:46 PM, Guest Follow-up... said:

Thanks... As a follow-up, if one of the individuals changes from "abstain" to "no".... 5 "yes" is still greater that 3 "no" and of the 8 votes cast, 5 yes is more than half. Correct? 

Yes, 5 is greater than 3.  So the motion carries.

Vote changing is not permitted once the result is announced.

On 4/19/2024 at 9:33 AM, Rob Elsman said:

I am of the opinion that the bylaw is incomprehensible and uninterpretable.

It is no more incomprehensible than to say that a motion is amendable but not debatable.  The meaning is clear and concise.  A rule may be amended, but it may not be suspended.  There are many rules in most any set of bylaws that fall into this category.  

Yes.  For a majority vote, all that is necessary is for the Yes votes to be strictly more numerous than the No votes.  Anything less, including tie votes, rejects the motion.

It does not make any difference how many people abstain.  Abstentions should not be called for, and should not be counted, except during roll-call votes.  Anyone who does not vote has abstained. But on an ordinary majority vote, abstentions cannot affect the outcome.  They are not votes at all.

On 4/18/2024 at 11:40 PM, Jay M said:

In this case Board is insisting to see minutes because the next general body takes place after a long time. who appointa the committe to  review the general body minutes? Board or general body ?Usully annual gb takes place once in year so waiting for a year is okay? 

 

 

The general body is in charge of its own minutes.  It should appoint a committee authorized to approve its minutes, or it may assign this task to the board.

Waiting a year is not okay.

See RONR (12th ed.) 48:12, which says:

Exceptions to the rule that minutes are approved at the next regular meeting (or at the next meeting within the session) arise when the next meeting will not be held within a quarterly time interval, when the term of a specified portion of the membership will expire before the start of the next meeting, or when, as at the final meeting of a convention, the assembly will be dissolved at the close of the present meeting. In any of these cases, minutes that have not been approved previously should be approved before final adjournment, or the assembly should authorize the executive board or a special committee to approve the minutes. The fact that the minutes are not read for approval at the next meeting does not prevent a member from having a relevant excerpt read for information; nor does it prevent the assembly in such a case from making additional corrections, treating the minutes as having been previously approved (see 48:15)

The minutes should be presented to the general membership for approval of their own minutes.

But this should not have been allowed to go 7 months without approval.  On what grounds are "some" board members insisting that the minutes be presented to the board?  

When the general membership will not be meeting on less than a quarterly interval, it should not simply fail to approve the minutes, or let them languish for many nonths.  It should make arrangement to have its minutes approved in a timely manner.  It can do this by appointing a committee to review and approve the minutes, it could also assign this approval process to the board, but the board can't insist on it.

On 4/18/2024 at 3:05 PM, Guest Ikonoblast said:

In our instance, the board voted against a membership committee recommendation to change a provision in the bylaws. At the membership meeting, all board members voted as members to support their position again. This seems wrong. Please tell me why.

This seems to be tacked on to a ten-month-old thread.  Please ask a complete question as a new topic.

On 4/18/2024 at 10:05 AM, Guest E-Board said:

Can a motion to frivolously spend an organization's funds be ruled out of order for the reason of financial responsibility?

For example if a member rises to make a motion that everyone present gets $1000 for attending the meeting? Can that be ruled out of order because itis not financially responsible for the organization?

No, that's not sufficient reason to rule the motion out of order.

Yes.  The chair must call for additional nominations after hearing the Nominating Committee report.  I think the board erred by appointing itself as a nominating committee but that's another question.

There is no "vote" on hearing the report.  The report must be received, and there is no vote on accepting it.

[RONR (12th ed.) 46:6]

Unless the bylaws or a special rule of order provides otherwise, the chair must call for further nominations at the session at which the election is held even if nominations were called for at a previous session. A member need not be recognized by the chair to make a nomination unless he or she wishes to speak in debate on it at the same time (see 46:27–29)

On 4/17/2024 at 4:19 PM, Dan Honemann said:

And I am saying, based solely upon what has been posted, the answer is no.

I agree that a full trial is not required.  I would, however, say that two-thirds of those present and voting would be sufficient, so long as a quorum of two-thirds of the members were present.

For cause is whatever the membership deems to be a serious enough offense to vote for removal.

I never met George, but of course I will miss his knowing and wise voice here, as will we all.

On 4/17/2024 at 11:11 AM, Guest Juanita said:

We have a board member who is up for reelection to the board. Our board year runs May 1st through April 30th. He initially agreed to be reelected. The Nominating Committee met and voted to recommend to the board this person to be reelected. Voting will take place on Thursday. We received an email yesterday that he is resigning from the board effective April 31st.

What is the simplest way for us to handle this situation. Go ahead and reelection him, then under new business state that he is resigning as of April 30th. We just need a simple, yet legal way to handle this situation. Our by-laws do not address a situation such as this.

Thank you for your assistance.

There's no need to resign from a term that is coming to its natural end.  He can simply decline reëlection.